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| CIK | 1764974 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Turnstone Biologics Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 21, 2025 |
15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 001-41747 Commission File Number TURNSTONE BIOLOGICS CORP. (Exact name of registrant as spec |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 11, 2025 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 82-2909368 (State or other jurisdiction of incorporation) (Commissio |
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| August 11, 2025 |
As filed with the Securities and Exchange Commission on August 11, 2025 S-8 POS As filed with the Securities and Exchange Commission on August 11, 2025 Registration No. |
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| August 11, 2025 |
CONTINGENT VALUE RIGHTS AGREEMENT EX-2.2 Exhibit 2.2 CONTINGENT VALUE RIGHTS AGREEMENT This CONTINGENT VALUE RIGHTS AGREEMENT, dated as of August 11, 2025 (this “Agreement”), is entered into by and among XOMA Royalty Corporation, a Nevada corporation (the “Parent”), Broadridge Corporate Issuer Solutions, LLC, a Pennsylvania limited liability company, as Rights Agent (as defined herein), and WT Representative LLC, a Delaware limite |
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| August 11, 2025 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) TURNSTONE BIOLOGICS CORP. (Name of Subject Company (Issuer)) XOMA ROYALTY CORPORATION (Name of Filing Persons (Offeror)) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities |
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| August 11, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) Turnstone Biologics Corp. (Name of Subject Company) Turnstone Biologics Corp. (Name of Persons Filing Statement) Common Stock, $0.001 par value per share (Title of Class of Securities) |
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| August 11, 2025 |
As filed with the Securities and Exchange Commission on August 11, 2025 S-8 POS As filed with the Securities and Exchange Commission on August 11, 2025 Registration No. |
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| August 11, 2025 |
EX-99.(a)(5)(B) Exhibit (a)(5)(B) XOMA Royalty Announces Closing of Tender Offer for Turnstone Biologics - Turnstone Stockholders Received $0.34 Per Share in Cash Plus Contingent Value Right - EMERYVILLE, Calif., August 11, 2025 (GLOBE NEWSWIRE) – XOMA Royalty Corporation (NASDAQ: XOMA) (“XOMA Royalty” or the “Company”), a biotechnology royalty aggregator playing a distinctive role in helping biot |
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| August 11, 2025 |
FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TURNSTONE BIOLOGICS CORP. * * * * * * * * EX-3.1 Exhibit 3.1 FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TURNSTONE BIOLOGICS CORP. * * * * * * * * I. The name of this corporation is Turnstone Biologics Corp. (the “Corporation”). II. The registered office of the Corporation in the State of Delaware is Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle 19801, and the name of the regi |
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| August 11, 2025 |
BYLAWS TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) EX-3.2 Exhibit 3.2 BYLAWS OF TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle 19801, or in such other location as the Board of Directors may from time to time determine or the busine |
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| August 8, 2025 |
Exhibit 10.1 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of April 26, 2024, by and among BANC OF CALIFORNIA, a California state-chartered bank (“Bank”); TURNSTONE BIOLOGICS CORP., a Delaware corporation (“Parent” or “Borrower”); and MYST THERAPEUTICS, LLC, a Delaware limited liability company(“Myst”; and together with each other Person that be |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-41747 Turnston |
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| July 24, 2025 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) TURNSTONE BIOLOGICS CORP. (Name of Subject Company (Issuer)) XOMA ROYALTY CORPORATION (Name of Filing Persons (Offeror)) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities |
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| July 24, 2025 |
Amended and Restated Offer to Purchase, dated July 23, 2025. EX-99.(a)(1)(E) Table of Contents Exhibit (a)(1)(E) Amended and Restated Offer to Purchase All Outstanding Shares of Common Stock of TURNSTONE BIOLOGICS CORP. at A Price per Share of $0.34, Plus One Contingent Value Right (“CVR”), Which Represents the Right to Receive Potential Payments, in Cash, Contingent upon Receipt of Any CVR Proceeds, as Described in the CVR Agreement by XOMA ROYALTY CORPORA |
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| July 17, 2025 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) Turnstone Biologics Corp. (Name of Subject Company) Turnstone Biologics Corp. (Name of Persons Filing Statement) Common Stock, $0.001 par value per share (Title of Class of Securities) |
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| July 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 26, 2025 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 82-2909368 (State or other jurisdiction of incorpo |
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| July 17, 2025 |
Exhibit 10.2 SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS July 16, 2025 Sammy Farah Dear Sammy: This letter sets forth the terms of the separation agreement (the “Agreement”) that Turnstone Biologics Corp. (“Turnstone” or the “Company”) is offering to you to aid in your employment transition. 1. SEPARATION. Your last day of work with the Company and your employment termination date will |
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| July 17, 2025 |
Separation and Consulting Agreement, dated July 11, 2025, between the Company and Saryah Azmat. EX-10.3 Exhibit 10.3 SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS June 30, 2025 Saryah Azmat Dear Saryah: This letter sets forth the terms of the separation agreement (the “Agreement”) that Turnstone Biologics Corp. (“Turnstone” or the “Company”) is offering to you to aid in your employment transition. 1. SEPARATION. Your last day of work with the Company and your employment termination |
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| July 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 TURNSTONE BIOLOGICS CORP. (Name of Subject Company (Issuer)) XOMA ROYALTY CORPORATION (Name of Filing Persons (Offeror)) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 98419J206 (CUSIP Number of |
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| July 11, 2025 |
Confidentiality Agreement dated April 16, 2025 between Turnstone and Purchaser. Exhibit (d)(2) CONFIDENTIALITY AGREEMENT THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is being entered into as of April 16, 2025, between Turnstone Biologics Corp. |
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| July 11, 2025 |
Offer to Purchase, dated July 11, 2025. Table of Contents Exhibit (a)(1)(A) Offer to Purchase All Outstanding Shares of Common Stock of TURNSTONE BIOLOGICS CORP. |
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| July 11, 2025 |
Form of Letter of Transmittal. EX-99.(a)(1)(B) Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of TURNSTONE BIOLOGICS CORP. a Delaware corporation at A Price per Share of $0.34, Plus One Non-Transferable Contractual Contingent Value Right (“CVR”) for Each Share, Which Represents the Right to Receive Potential Payments, in Cash, Contingent upon Receipt of Any CVR Proceeds, as Described in the CVR Agreeme |
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| July 11, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Turnstone Biologics Corp. (Name of Subject Company) Turnstone Biologics Corp. (Name of Persons Filing Statement) Common Stock, $0.001 par value per share (Title of Class of Securities) 90042W100 |
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| July 11, 2025 |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. Exhibit (a)(1)(C) Offer to Purchase All Outstanding Shares of Common Stock of TURNSTONE BIOLOGICS CORP. |
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| July 11, 2025 |
Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of TURNSTONE BIOLOGICS CORP. |
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| July 11, 2025 |
Exhibit 107 Calculation of Filing Fee Tables SC TO-T (Form Type) TURNSTONE BIOLOGICS CORP. |
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| July 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 26, 2025 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 82-2909368 (State or other jurisdiction of incorpo |
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| July 1, 2025 |
Exhibit 2.1 STRICTLY PRIVATE AND CONFIDENTIAL EXECUTION VERSION AGREEMENT AND PLAN OF MERGER AMONG XOMA ROYALTY CORPORATION XRA 3 CORP. AND TURNSTONE BIOLOGICS CORP. DATED AS OF JUNE 26, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.01 Definitions 2 SECTION 1.02 Interpretation and Rules of Construction 12 ARTICLE II THE OFFER 12 SECTION 2.01 The Offer 12 SECTION 2.02 Company Act |
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| June 27, 2025 |
Exhibit 10.1 Execution Version ESCROW AGREEMENT THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of June 26, 2025, by and between TURNSTONE BIOLOGICS CORP., a Delaware corporation (“Seller”) and the H. LEE MOFFITT CANCER CENTER AND RESEARCH INSTITUTE, INC., a Florida not-for-profit corporation organized pursuant to Section 1004.43, Florida Statutes (“Buyer” and together with Se |
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| June 27, 2025 |
Exhibit 2.1 STRICTLY PRIVATE AND CONFIDENTIAL EXECUTION VERSION AGREEMENT AND PLAN OF MERGER AMONG XOMA ROYALTY CORPORATION XRA 3 CORP. AND TURNSTONE BIOLOGICS CORP. DATED AS OF JUNE 26, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.01 Definitions 2 SECTION 1.02 Interpretation and Rules of Construction 12 ARTICLE II THE OFFER 12 SECTION 2.01 The Offer 12 SECTION 2.02 Company Act |
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| June 27, 2025 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. ) Turnstone Biologics Corp. (Name of Subject Company) Turnstone Biologics Corp. (Name of Persons Filing Statement) Common Stock, $0.001 par value per share (Title of Class of Securities) 90 |
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| June 27, 2025 |
SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 TURNSTONE BIOLOGICS CORP. (Name of Subject Company (Issuer)) XOMA ROYALTY CORPORATION (Name of Filing Persons (Offeror)) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 984 |
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| June 27, 2025 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 26, 2025 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 82-2909368 (State or other jurisdiction of incorporation) (Commission |
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| June 27, 2025 |
EX-99.1 Exhibit 99.1 Turnstone Biologics Corp. Enters into Agreement to be Acquired by XOMA Royalty Corporation for $0.34 in Cash Per Share Plus a Contingent Value Right EMERYVILLE and SAN DIEGO, Calif., June 27, 2025 (GLOBE NEWSWIRE) – XOMA Royalty Corporation (“XOMA Royalty”) (Nasdaq: XOMA) and Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq-CM: TSBX) today announced that they h |
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| June 27, 2025 |
Exhibit 2.2 Execution Version ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of June 26, 2025, is entered into by and between TURNSTONE BIOLOGICS CORP., a Delaware corporation (“Seller”) and the H. LEE MOFFITT CANCER CENTER AND RESEARCH INSTITUTE, INC., a Florida not-for-profit corporation organized pursuant to Section 1004.43, Florida Statutes (“Buyer”). Buyer |
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| June 27, 2025 |
Exhibit 99.1 Turnstone Biologics Corp. Enters into Agreement to be Acquired by XOMA Royalty Corporation for $0.34 in Cash Per Share Plus a Contingent Value Right EMERYVILLE and SAN DIEGO, Calif., June 27, 2025 (GLOBE NEWSWIRE) – XOMA Royalty Corporation (“XOMA Royalty”) (Nasdaq: XOMA) and Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq-CM: TSBX) today announced that they have ente |
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| June 27, 2025 |
Press Release of Turnstone Biologics Corp. dated June 27, 2025 (Exhibit 99.1) Exhibit 99.1 Turnstone Biologics Corp. Enters into Agreement to be Acquired by XOMA Royalty Corporation for $0.34 in Cash Per Share Plus a Contingent Value Right EMERYVILLE and SAN DIEGO, Calif., June 27, 2025 (GLOBE NEWSWIRE) – XOMA Royalty Corporation (“XOMA Royalty”) (Nasdaq: XOMA) and Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq-CM: TSBX) today announced that they have ente |
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| May 9, 2025 |
Exhibit 99.1 Turnstone Biologics Corp. Reports First Quarter 2025 Financial Results and Provides Recent Corporate Highlights SAN DIEGO, May 8, 2025 – Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq-CM: TSBX), a biotechnology company historically focused on the development of a differentiated approach to treat and cure patients with solid tumors by pioneering selected tumor-infiltr |
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| May 9, 2025 |
Exhibit 10.1 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of April 26, 2024, by and among BANC OF CALIFORNIA, a California state-chartered bank (“Bank”); TURNSTONE BIOLOGICS CORP., a Delaware corporation (“Parent” or “Borrower”); and MYST THERAPEUTICS, LLC, a Delaware limited liability company(“Myst”; and together with each other Person that be |
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| May 9, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commission F |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-41747 Turnsto |
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| April 1, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 31, 2025 |
Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description is a description of the common stock, $0.001 par value per share (“Common Stock”) of Turnstone Biologics Corp. (the “Company,” “we,” “our,” or “us”) which is the only security of the Company registered pursuant to Section 12 of the Securities Exc |
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| March 31, 2025 |
Exhibit 10.17 Separation and Consulting Agreement, by and between Vijay Chiruvolu and the Registrant, dated October 28, 2024 Dear Vijay: This letter sets forth the substance of the employment resignation and consulting agreement (the “Agreement”) that Turnstone Biologics Corp. (the “Company”) is offering to you to aid in your employment transition. 1. RESIGNATION. As you know, you have resigned yo |
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| March 31, 2025 |
Turnstone Biologics Corp. Reports Fourth Quarter and Full Year 2024 Financial Results Exhibit 99.1 Turnstone Biologics Corp. Reports Fourth Quarter and Full Year 2024 Financial Results SAN DIEGO, Mar. 28, 2025 (GLOBE NEWSWIRE) - Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq: TSBX), a biotechnology company historically focused on the development of a differentiated approach to treat and cure patients with solid tumors by pioneering selected tumor-infiltrating lymp |
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| March 31, 2025 |
Exhibit 10.16 Separation and Consulting Agreement, by and between Venkat Ramanan and the Registrant, dated October 25, 2024 Dear Venkat: This letter sets forth the substance of the employment resignation and consulting agreement (the “Agreement”) that Turnstone Biologics Corp. (the “Company”) is offering to you to aid in your employment transition. 1. RESIGNATION. As you know, you have resigned yo |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-41747 Turnstone Biol |
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| March 31, 2025 |
Turnstone Biologics Corp. Incentive Compensation Recoupment Policy Exhibit 97.1 Turnstone Biologics Corp. Incentive Compensation Recoupment Policy The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Turnstone Biologics Corp., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy |
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| February 4, 2025 |
Turnstone Biologics Announces Plans to Explore Strategic Alternatives Exhibit 99.1 Turnstone Biologics Announces Plans to Explore Strategic Alternatives SAN DIEGO, Feb. 04, 2025 (GLOBE NEWSWIRE) - Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq: TSBX) today announced that it has completed an assessment of its business and operations, including the status of its program, resources, and capabilities. The Company has made the determination to discontin |
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| February 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2025 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commiss |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-41747 Tur |
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| November 12, 2024 |
Exhibit 99.1 Turnstone Biologics Corp. Reports Third Quarter 2024 Financial Results and Provides Recent Business Highlights Portfolio Prioritization and Corporate Restructuring Extends Cash Runway into 2Q 2026 SAN DIEGO, November 12, 2024 (GLOBE NEWSWIRE) - Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq: TSBX), a clinical-stage biotechnology company developing a differentiated ap |
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| November 12, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 11, 2024 |
Exhibit 99.1 Turnstone Biologics Announces Strategic Restructuring to Prioritize Portfolio and Extend Financial Runway • Realigning resources to focus on clinical advancement of Selected TIL therapy • Reducing employee headcount by approximately 60% • Streamlining operations with cash runway expected to extend into 2Q 2026 SAN DIEGO, Oct. 11, 2024 (GLOBE NEWSWIRE) — Turnstone Biologics Corp. (“Tur |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2024 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 83-2909368 (State or other jurisdiction of incorporation) (Commissi |
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| October 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2024 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 14, 2024 |
Turnstone Biologics Corp. Reports Positive Initial Data from Phase 1 Trial of TIDAL-01 in Metastatic Colorectal Cancer • Overall response rate (“ORR”) of 25% and 50% disease control rate ("DCR") observed in first four evaluable patients treated with TIDAL-01 with advanced CRC • Complete response achieved in heavily pre-treated late line patient with progression free survival extending beyond one y |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-41747 Turnston |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 14, 2024 |
Exhibit 99.1 Turnstone Biologics Corp. Reports First Quarter 2024 Financial Results and Provides Recent Business Highlights • Announced positive initial data from Phase 1 trial of TIDAL-01 in metastatic colorectal cancer including a complete response in one of the four patients reported • Cash position expected to fund operations into 3Q 2025 SAN DIEGO, August 14, 2024 – Turnstone Biologics Corp. |
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| June 5, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 03, 2024 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 31, 2024 |
TSBX / Turnstone Biologics Corp. / Langer Timothy - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Turnstone Biologics Corp. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 90042W100 (CUSIP Number) May 13, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-41747 Turnsto |
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| May 13, 2024 |
Exhibit 99.1 Turnstone Biologics Corp. Reports First Quarter 2024 Financial Results and Provides Recent Business Highlights SAN DIEGO, May 13, 2024 – Turnstone Biologics Corp. (“Turnstone” or the “Company”) (Nasdaq: TSBX), a clinical-stage biotechnology company developing a differentiated approach to treat and cure patients with solid tumors by pioneering selected tumor-infiltrating lymphocyte (Se |
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| May 13, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 Turnstone Biologics Corp. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41747 83-2909368 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 13, 2024 |
Exhibit 10.1 LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of April 26, 2024, by and among BANC OF CALIFORNIA, a California state-chartered bank (“Bank”); TURNSTONE BIOLOGICS CORP., a Delaware corporation (“Parent” or “Borrower”); and MYST THERAPEUTICS, LLC, a Delaware limited liability company(“Myst”; and together with each other Person that be |
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| May 13, 2024 |
As filed with the Securities and Exchange Commission on May 13, 2024 As filed with the Securities and Exchange Commission on May 13, 2024 Registration No. |
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| May 13, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) TURNSTONE BIOLOGICS CORP. |
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| April 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| April 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2024 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 83-2909368 (State or other jurisdiction of incorporation) (Commissio |
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| March 22, 2024 |
Turnstone Biologics Corp. Incentive Compensation Recoupment Policy Exhibit 97.1 Turnstone Biologics Corp. Incentive Compensation Recoupment Policy The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Turnstone Biologics Corp., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-41747 Turnstone Biol |
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| March 22, 2024 |
Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description is a description of the common stock, $0.001 par value per share (“Common Stock”) of Turnstone Biologics Corp. (the “Company,” “we,” “our,” or “us”) which is the only security of the Company registered pursuant to Section 12 of the Securities Exc |
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| March 21, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2024 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 83-2909368 (State or other jurisdiction of incorporation) (Commissio |
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| March 21, 2024 |
Exhibit 99.1 Turnstone Biologics Corp. Reports Fourth Quarter and Full Year 2023 Financial Results and Provides Recent Business Highlights Lead program, TIDAL-01, advancing in Phase 1 trials with initial clinical data expected in mid-2024 Promising preclinical data highlighting Turnstone’s novel Selected TIL programs for solid tumors presented at SITC 2023 Further strengthened Scientific Advisory |
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| March 18, 2024 |
TSBX / Turnstone Biologics Corp. / Langer Timothy - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Turnstone Biologics Corp. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 90042W100 (CUSIP Number) September 11, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi |
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| March 5, 2024 |
Corporate Presentation March 2024 Nasdaq: TSBX Non-Confidential Exhibit 99.1 This presentation and any accompanying oral commentary have been prepared by Turnstone Biologics Corp. (“Turnstone”) for informational purposes only and not for any other purpose. All statements contained in this presentation and the accompanying oral commentary, other than statements of historical facts, are forward-look |
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| March 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2024 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 83-2909368 (State or other jurisdiction of incorporation) (Commission |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-41747 Tur |
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| September 1, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: |
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| August 3, 2023 |
TSBX / Turnstone Biologics Corp / Versant Venture Capital V, L.P. - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* Turnstone Biologics Corp. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 90042W100 (CUSIP Number) Versant |
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| August 3, 2023 |
EX-99.1 Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned, and any amendments thereto executed by the undersigned shall be filed on behalf of each of the undersigned without the necessity of filing any additional joint filing agreement. The undersigned acknowledge that each is responsible for the |
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| July 27, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Turnstone Biologics Corp. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 90042W100 (CUSIP Number) July 25, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| July 27, 2023 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn |
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| July 25, 2023 |
Amended and Restated Bylaws of the Company. EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) SECTION 1. OFFICES Section 1.1 Registered Office. The registered office of TURNSTONE BIOLOGICS CORP. (the “Corporation”) in the State of Delaware and the name of the Corporation’s registered agent at such address shall be as set forth in the certificate of incorporation of the Corporation (as the s |
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| July 25, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) TURNSTONE BIOLOGICS CORP. |
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| July 25, 2023 |
As filed with the Securities and Exchange Commission on July 25, 2023 S-8 As filed with the Securities and Exchange Commission on July 25, 2023 Registration No. |
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| July 25, 2023 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2023 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 001-41747 83-2909368 (State or other jurisdiction of incorporation) (Commis |
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| July 25, 2023 |
Amended and Restated Certificate of Incorporation of the Company EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TURNSTONE BIOLOGICS CORP. Turnstone Biologics Corp., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: ONE: The name of this corporation is Turnstone Biologics Corp. The date of filing of the original certificate of incorpora |
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| July 24, 2023 |
TSBX / Turnstone Biologics Corp / ORBIMED ADVISORS LLC - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Turnstone Biologics Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 90042W100 (CUSIP Number) OrbiMed Advisors LLC OrbiMed Capital GP VI LLC 601 Lexington Avenue, 54th Floor New York, NY 10022 Telephone: (212) 739-6400 (Name, Address and Telephone Number |
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| July 24, 2023 |
424B4 Table of Contents Filed pursuant to Rule 424(b)(4) Registration Nos. 333-272600 and 333-273361 P R O S P E C T U S 6,666,667 Shares Common Stock This is Turnstone Biologics Corp.’s initial public offering. We are selling 6,666,667 shares of our common stock. The initial public offering price is $12.00 per share. Prior to this offering, there has been no public market for the shares of our co |
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| July 24, 2023 |
Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated July 20, 2023, with respect to the common stock of Turnstone Biologics Corp. |
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| July 20, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TURNSTONE BIOLOGICS CORP. |
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| July 20, 2023 |
As filed with the Securities and Exchange Commission on July 20, 2023. S-1MEF As filed with the Securities and Exchange Commission on July 20, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 2836 83-2909368 (State or other jurisdiction of incorporation or organiza |
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| July 18, 2023 |
BofA Securities, Inc. One Bryant Park New York, New York 10036 Leerink Partners LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Piper Sandler & Co. U.S. Bancorp Center 800 Nicollet Mall Minneapolis, Minnesota 55402 July 18, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Lauren Hamill Joshua |
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| July 18, 2023 |
Turnstone Biologics Corp. 9310 Athena Circle, Suite 300 La Jolla, California 92037 Turnstone Biologics Corp. 9310 Athena Circle, Suite 300 La Jolla, California 92037 July 18, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Lauren Sprague Hamill, Joshua Gorsky, Christine Torney, Mary Mast Re: Turnstone Biologics Corp. Registration Statement on Form S-1, as amended (File |
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| July 17, 2023 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Turnstone Biologics Corp. (Exact name of registrant as specified in its charter) Delaware 83-2909368 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identific |
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| July 17, 2023 |
Turnstone Biologics Corp. 2023 Non-Employee Director EX-10.5 Exhibit 10.5 TURNSTONE BIOLOGICS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY ADOPTED: JUNE 21, 2023 Each member of the Board of Directors (the “Board”) of Turnstone Biologics, Inc. (the “Company”) who is not also serving as an employee of or consultant to the Company or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this No |
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| July 17, 2023 |
Form of Underwriting Agreement EX-1.1 Exhibit 1.1 Turnstone Biologics Corp. (a Delaware corporation) [ ] Shares of Common Stock UNDERWRITING AGREEMENT Dated: [ ], 2023 Turnstone Biologics Corp. (a Delaware corporation) [ ] Shares of Common Stock UNDERWRITING AGREEMENT [ ], 2023 BofA Securities, Inc. Leerink Partners LLC Piper Sandler & Co. as Representatives of the several Underwriters c/o BofA Securities, Inc. One Bryant Park |
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| July 17, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-1 Turnstone Biologics Corp. |
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| July 17, 2023 |
Turnstone Biologics Corp. 2023 Employee Stock Purchase Plan EX-10.4 Exhibit 10.4 TURNSTONE BIOLOGICS, INC. 2023 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: JUNE 21, 2023 APPROVED BY THE STOCKHOLDERS: JULY 5, 2023 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain Designated Companies may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to gran |
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| July 17, 2023 |
2023 Equity Incentive Plan and Forms of Option Agreement and EX-10.3 Exhibit 10.3 TURNSTONE BIOLOGICS, INC. 2023 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: JUNE 21, 2023 APPROVED BY THE STOCKHOLDERS: JULY 5, 2023 1. GENERAL. (a) Successor to and Continuation of Prior Plans. The Plan is the successor to and continuation of the Prior Plans. As of the Effective Date, (i) no additional awards may be granted under the Prior Plans; (ii) any Returnin |
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| July 17, 2023 |
As filed with the Securities and Exchange Commission on July 17, 2023. S-1/A Table of Contents As filed with the Securities and Exchange Commission on July 17, 2023. |
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| July 17, 2023 |
EX-3.5 Exhibit 3.5 CERTIFICATE OF AMENDMENT TO SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TURNSTONE BIOLOGICS CORP. Turnstone Biologics Corp. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “General Corporation Law”), does hereby certify that: FIRST: The name of the Corporation is Turnstone |
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| July 5, 2023 |
Cooley LLP 55 Hudson Yard New York, NY 10001 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Divakar Gupta T: (212) 479-6474 [email protected] Via EDGAR July 5, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Lauren Sprague Hamill Joshua Gorsky Christine Torney Mary Mast Re: Turnstone Biologics Corp. Registration Statement on Form S-1 Filed June 12, 2023 File No. 333-272600 Ladies and |
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| June 26, 2023 |
As filed with the Securities and Exchange Commission on June 23, 2023. S-1/A Table of Contents As filed with the Securities and Exchange Commission on June 23, 2023. |
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| June 26, 2023 |
Exhibit 4.1 The Corporation shall furnish without charge to each stockholder who so requests a statement of the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock of the Corporation or series thereof and the qualifications, limitations or restrictions of such preferences and/or rights. Such requests shall be made to the Corporatio |
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| June 26, 2023 |
Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TURNSTONE BIOLOGICS CORP. Turnstone Biologics Corp., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: ONE: The name of this corporation is Turnstone Biologics Corp. The date of filing of the original certificate of incorporation of |
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| June 26, 2023 |
Form of Indemnity Agreement between Turnstone Biologics Exhibit 10.6 TURNSTONE BIOLOGICS CORP. INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 2023, is made by and between TURNSTONE BIOLOGICS CORP., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS A. The Company desires to attract and retain the services of highly qualified individuals as directors, officers, employees and agents. B. The Company’s Amend |
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| June 26, 2023 |
Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) SECTION 1. OFFICES Section 1.1 Registered Office. The registered office of TURNSTONE BIOLOGICS CORP. (the “Corporation”) in the State of Delaware and the name of the Corporation’s registered agent at such address shall be as set forth in the certificate of incorporation of the Corporation (as the same may |
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| June 23, 2023 |
Cooley LLP 55 Hudson Yard New York, NY 10001 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Divakar Gupta T: (212) 479-6474 [email protected] Via EDGAR June 23, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Lauren Sprague Hamill Joshua Gorsky Christine Torney Mary Mast Re: Turnstone Biologics Corp. Registration Statement on Form S-1 Submitted on June 12, 2023 CIK No. 0001764974 Lad |
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| June 21, 2023 |
Divakar Gupta +1 212 479 6474 [email protected] VIA EDGAR *FOIA Confidential Treatment Request* Confidential Treatment Requested by Turnstone Biologics Corp. in connection with its Registration Statement on Form S-1 (File No. 333-272600) June 21, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Laur |
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| June 12, 2023 |
2018 Equity Incentive Plan and Forms of Option Agreement and Exercise Notice thereunder EX-10.2 Exhibit 10.2 TURNSTONE BIOLOGICS CORP. 2018 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: DECEMBER 14, 2018 APPROVED BY THE STOCKHOLDERS: DECEMBER 14, 2018 EFFECTIVE DATE: DECEMBER 14, 2018 IPO DATE: 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is intended as the successor to and continuation of the Turnstone Biologics Inc. Amended and Restated Equity In |
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| June 12, 2023 |
EX-10.11 Exhibit 10.11 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. December 13, 2021 – Updated Offer Via PDF Email to Venkat Ramanan [***] Dear Venkat: It is my pleasure to extend to you this offer of employment with Turnsto |
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| June 12, 2023 |
EX-10.12 Exhibit 10.12 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. April 28, 2021 Via PDF Email Stewart Ernest Abbot [***] Dear Stewart: It is my pleasure to extend to you this offer of employment with Turnstone Biologics Co |
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| June 12, 2023 |
EX-4.2 Exhibit 4.2 SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 29th day of June, 2021, by and among Turnstone Biologics Corp., a Delaware corporation (the “Company”), and each of the stockholders listed on Schedule A hereto, each of which is referred to in this Agreement as a “Stockholder |
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| June 12, 2023 |
Lease, dated June 23, 2021, between Turnstone Biologics Corp. and BMR-Athena LP EX-10.9 Exhibit 10.9 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. LEASE by and between BMR-ATHENA LP, a Delaware limited partnership and TURNSTONE BIOLOGICS CORP., a Delaware corporation BioMed Realty form dated 8/10/20 TABLE |
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| June 12, 2023 |
EX-10.17 Exhibit 10.17 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. March 1, 2023 – updated March 2, 2023 Via PDF Email to Vijay Chiruvolo [***] Dear Vijay: It is my pleasure to extend to you this offer of employment with Tur |
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| June 12, 2023 |
Employment Offer Letter, dated September 18, 2019, between Turnstone Biologics Inc. and Saryah Azmat EX-10.13 Exhibit 10.13 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. September 18th, 2019 Via PDF Email Saryah Azmat [***] Dear Saryah: It is my pleasure to extend to you this offer of employment with Turnstone Biologics Inc. |
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| June 12, 2023 |
EX-10.14 Exhibit 10.14 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. Want July 16, 2021 – Updated Via PDF Email to Joseph Campisi [***] Dear Joseph: It is my pleasure to extend to you this offer of employment with Turnstone Bi |
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| June 12, 2023 |
EX-10.7 8 d574486dex107.htm EX-10.7 Exhibit 10.7 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. AMENDED AND RESTATED MASTER COLLABORATION AGREEMENT THIS AMENDED AND RESTATED MASTER COLLABORATION AGREEMENT (this “Agreement) is e |
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| June 12, 2023 |
EX-10.16 Exhibit 10.16 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. February 22, 2022 – Updated start date (2), severance terms (7) and outside affiliations (13) March 1, 2022 – Updated start date (2) and bonus payout eligibi |
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| June 12, 2023 |
EX-10.10 Exhibit 10.10 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. August 20, 2015 Sammy Farah [***] Dear Sammy: Turnstone Biologics, Inc. (the “Company”) is pleased to offer you employment on the terms and conditions set ou |
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| June 12, 2023 |
EX-10.1 Exhibit 10.1 TURNSTONE BIOLOGICS INC. AMENDED AND RESTATED EQUITY INCENTIVE PLAN October 1, 2016 TURNSTONE BIOLOGICS INC. (the “Company”) EQUITY INCENTIVE PLAN PREAMBLE A. The Company adopted an Equity Incentive Plan on October 2, 2015 (the “Original Plan”). B. The Company wishes to amend and restate the Original Plan in the manner contemplated herein. ARTICLE 1 PURPOSE 1.1 Purpose of this |
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| June 12, 2023 |
EX-10.15 Exhibit 10.15 April 30, 2021 Michael Burgess VIA E-MAIL TURNSTONE EXECUTIVE DIRECTOR OFFER LETTER Dear Michael: On behalf of Turnstone Biologics Corp. (the “Company”), we would like to invite you to join the Company’s Board of Directors (the “Board”) by serving as an Executive Director, in which role you will also serve in the newly formed role of Executive Chairman of R&D, where you will |
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| June 12, 2023 |
Power of Attorney (see signature page) S-1 Table of Contents As filed with the Securities and Exchange Commission on June 12, 2023. |
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| June 12, 2023 |
between H. Lee Moffitt Cancer Center and Research Institute, Inc. and Turnstone Biologics Corp. EX-10.8 Exhibit 10.8 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. LIFE SCIENCE ALLIANCE AGREEMENT by and between H. Lee Moffitt Cancer Center and Research Institute, Inc. and Turnstone Biologics Corp. Execution Copy TABLE OF |
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| June 12, 2023 |
Cooley LLP 55 Hudson Yard New York, NY 10001 t: +1 212 479 6000 f: +1 212 479 6275 cooley.com Divakar Gupta T: (212) 479-6474 [email protected] Via EDGAR June 12, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Lauren Sprague Hamill Joshua Gorsky Christine Torney Mary Mast Re: Turnstone Biologics Corp. Draft Registration Statement on Form S-1 Submitted on May 15, 2023 CIK No. 000176497 |
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| June 12, 2023 |
Subsidiaries of Turnstone Biologics Corp. EX-21.1 Exhibit 21.1 Subsidiaries of Turnstone Biologics Corp. Name of Subsidiary Jurisdiction of Organization Turnstone Biologics Inc. Canada |
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| June 12, 2023 |
EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TURNSTONE BIOLOGICS CORP. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Turnstone Biologics Corp., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY C |
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| June 12, 2023 |
Bylaws of Turnstone Biologics Corp. (as currently in effect) EX-3.2 Exhibit 3.2 BYLAWS OF TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) 1 ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware is 1209 Orange Street, City of Wilmington, County of New Castle, 19801 or in such other location as the Board of Directors may from time to time determine or the business of the corporation may require. S |
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| June 12, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table Form S-1 Turnstone Biologics Corp. |
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| June 12, 2023 |
EX-2.1 Exhibit 2.1 Execution CONFIDENTIAL AGREEMENT AND PLAN OF MERGER AND REORGANIZATION dated as of December 11, 2020 by and among TURNSTONE BIOLOGICS CORP., FLATIRON MERGER SUB I, INC., FLATIRON MERGER SUB II, LLC, MYST THERAPEUTICS, INC., and TIMOTHY LANGER, solely in his capacity as EQUITYHOLDERS REPRESENTATIVE TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Certain Definitions 2 S |
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| May 15, 2023 |
EX-10.11 Exhibit 10.11 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. December 13, 2021 – Updated Offer Via PDF Email to Venkat Ramanan [***] Dear Venkat: It is my pleasure to extend to you this offer of employment with Turnsto |
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| May 15, 2023 |
EX-10.16 Exhibit 10.16 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. February 22, 2022 – Updated start date (2), severance terms (7) and outside affiliations (13) March 1, 2022 – Updated start date (2) and bonus payout eligibi |
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| May 15, 2023 |
EX-10.17 Exhibit 10.17 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. March 1, 2023 – updated March 2, 2023 Via PDF Email to Vijay Chiruvolo [***] Dear Vijay: It is my pleasure to extend to you this offer of employment with Tur |
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| May 15, 2023 |
EX-10.9 Exhibit 10.9 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. LEASE by and between BMR-ATHENA LP, a Delaware limited partnership and TURNSTONE BIOLOGICS CORP., a Delaware corporation BioMed Realty form dated 8/10/20 TABLE |
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| May 15, 2023 |
EX-10.2 Exhibit 10.2 TURNSTONE BIOLOGICS CORP. 2018 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: DECEMBER 14, 2018 APPROVED BY THE STOCKHOLDERS: DECEMBER 14, 2018 EFFECTIVE DATE: DECEMBER 14, 2018 IPO DATE: 1. GENERAL. (a) Successor to and Continuation of Prior Plan. The Plan is intended as the successor to and continuation of the Turnstone Biologics Inc. Amended and Restated Equity In |
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| May 15, 2023 |
AMENDED AND RESTATED MASTER COLLABORATION AGREEMENT EX-10.7 Exhibit 10.7 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. AMENDED AND RESTATED MASTER COLLABORATION AGREEMENT THIS AMENDED AND RESTATED MASTER COLLABORATION AGREEMENT (this “Agreement) is entered into on January 1st, |
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| May 15, 2023 |
EX-10.14 Exhibit 10.14 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. Want July 16, 2021 – Updated Via PDF Email to Joseph Campisi [***] Dear Joseph: It is my pleasure to extend to you this offer of employment with Turnstone Bi |
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| May 15, 2023 |
EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TURNSTONE BIOLOGICS CORP. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Turnstone Biologics Corp., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY C |
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| May 15, 2023 |
As confidentially submitted to the Securities and Exchange Commission on May 12, 2023 DRS Table of Contents As confidentially submitted to the Securities and Exchange Commission on May 12, 2023 Registration No. |
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| May 15, 2023 |
EX-21.1 Exhibit 21.1 Subsidiaries of Turnstone Biologics Corp. Name of Subsidiary Jurisdiction of Organization Turnstone Biologics Inc. Canada Myst Therapeutics, LLC United States (Delaware) |
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| May 15, 2023 |
EX-10.10 Exhibit 10.10 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. August 20, 2015 Sammy Farah [***] Dear Sammy: Turnstone Biologics, Inc. (the “Company”) is pleased to offer you employment on the terms and conditions set ou |
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| May 15, 2023 |
TURNSTONE EXECUTIVE DIRECTOR OFFER LETTER EX-10.15 Exhibit 10.15 April 30, 2021 Michael Burgess VIA E-MAIL TURNSTONE EXECUTIVE DIRECTOR OFFER LETTER Dear Michael: On behalf of Turnstone Biologics Corp. (the “Company”), we would like to invite you to join the Company’s Board of Directors (the “Board”) by serving as an Executive Director, in which role you will also serve in the newly formed role of Executive Chairman of R&D, where you will |
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| May 15, 2023 |
BYLAWS TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) EX-3.2 Exhibit 3.2 BYLAWS OF TURNSTONE BIOLOGICS CORP. (A DELAWARE CORPORATION) 1 ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware is 1209 Orange Street, City of Wilmington, County of New Castle, 19801 or in such other location as the Board of Directors may from time to time determine or the business of the corporation may require. S |
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| May 15, 2023 |
EX-2.1 Exhibit 2.1 Execution CONFIDENTIAL AGREEMENT AND PLAN OF MERGER AND REORGANIZATION dated as of December 11, 2020 by and among TURNSTONE BIOLOGICS CORP., FLATIRON MERGER SUB I, INC., FLATIRON MERGER SUB II, LLC, MYST THERAPEUTICS, INC., and TIMOTHY LANGER, solely in his capacity as EQUITYHOLDERS REPRESENTATIVE TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Certain Definitions 2 S |
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| May 15, 2023 |
EX-10.13 Exhibit 10.13 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. September 18th, 2019 Via PDF Email Saryah Azmat [***] Dear Saryah: It is my pleasure to extend to you this offer of employment with Turnstone Biologics Inc. |
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| May 15, 2023 |
EX-10.8 Exhibit 10.8 Certain information has been excluded from this agreement (indicated by “[***]”) because such information is both not material and the type that the registrant customarily and actually treats as private or confidential. LIFE SCIENCE ALLIANCE AGREEMENT by and between H. Lee Moffitt Cancer Center and Research Institute, Inc. and Turnstone Biologics Corp. Execution Copy TABLE OF |
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| May 15, 2023 |
EX-10.12 Exhibit 10.12 April 28, 2021 Via PDF Email Stewart Ernest Abbot [***] Dear Stewart: It is my pleasure to extend to you this offer of employment with Turnstone Biologics Corp. (“Turnstone” or the “Company”). We are enthusiastic about the prospect of you joining our company! The specifics of our offer to you are as follows: 1. You will be employed on a full-time basis as Senior Vice Preside |
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| May 15, 2023 |
TURNSTONE BIOLOGICS INC. AMENDED AND RESTATED EQUITY INCENTIVE PLAN October 1, 2016 EX-10.1 Exhibit 10.1 TURNSTONE BIOLOGICS INC. AMENDED AND RESTATED EQUITY INCENTIVE PLAN October 1, 2016 TURNSTONE BIOLOGICS INC. (the “Company”) EQUITY INCENTIVE PLAN PREAMBLE A. The Company adopted an Equity Incentive Plan on October 2, 2015 (the “Original Plan”). B. The Company wishes to amend and restate the Original Plan in the manner contemplated herein. ARTICLE 1 PURPOSE 1.1 Purpose of this |
